Delayed Deliveries. In addition to other remedies available ------------------ pursuant to the Agreement or in law or equity, should repeated, unexcused, delayed deliveries of more than three percent (3%) of an ordered quantity occur more than twelve (12) times over a calendar year period with an average delay of ten (10) business days or of one (1) single delayed delivery exceeding one (1) month, then Buyer shall be entitled to exercise its rights under the License Agreement with respect to the delayed Product or Products, and the exclusivity required for purchases by Section II.A. shall not apply to such Product or Products. Exercise of rights under the License Agreement does not by itself constitute a termination of this Agreement.
Delayed Deliveries. If any deliveries are not made by the delivery date(s) and in the quantity(ies) specified on this Purchase Order (including by reason of a Force Majeure Event as described in Section 10 below), Flyer may, in addition to any other rights or remedies it may have under this Purchase Order, at law or in equity, cancel this Purchase Order with respect to any or all deliveries of the Products that have not been made or with respect to any or all of the Products not previously accepted by Flyer, without any liability whatsoever. Additionally, if any delivery is delayed (other than due to a Force Majeure Event affecting Supplier), Flyer may hold Supplier responsible for any and all Losses (as defined in Section 12(a) below) caused by or arising from such untimely performance, including: (i) all direct, incidental and consequential damages and any resulting late performance penalties incurred by Flyer; and (ii), if Flyer covers by purchasing goods or services from another vendor, the amount (if any) by which the cost of such goods or services exceeds the price of the affected Products under this Purchase Order, along with all other cover damages. If the Purchase Order is a rated order, nothing in the foregoing paragraph modifies or changes Supplier’s obligations under the Defense Priorities and Allocations System regulations in 15 CFR Part 700.
Delayed Deliveries. Takeda shall notify Myovant as soon as reasonably practicable after becoming aware that it will not be able to deliver the Drug Substance by the delivery date specified in the relevant Purchase Order as accepted in accordance with Section 6.1.3(a), and both Parties shall promptly discuss with each other the then optimal solution in good faith. If Takeda delivers Drug Substance more than [***] days after the delivery date specified in the relevant Purchase Order and such failure is not attributable to Myovant, then Takeda shall allocate inventory of Drug Substance in accordance with Section 6.5 hereof. Except as expressly set forth in this Agreement or otherwise agreed on by the Parties in writing, if Takeda materially fails to deliver Drug Substance by the delivery dates under the applicable Purchase Order(s) as accepted for [***] consecutive Calendar Quarters in a Fiscal Year, then Myovant shall have the right to terminate this Agreement pursuant to Section 18.2.1 hereof.
Delayed Deliveries. In the event that Sellers are delayed in their ability to deliver any of the Shares at Closing, they will deliver such Shares to the Company as soon thereafter as practicable, and the Company may withhold the pro-rata portion of the Purchase Price applicable to such Shares until they are delivered.
Delayed Deliveries. Notwithstanding the foregoing provisions of this Section 7.1, the US Borrower may delay the delivery of documents, agreements, certificates and opinions (including the US Subsidiary Guaranty and the US Subsidiary Security Agreement) to be executed by, delivered by or related to, respectively, the following Subsidiaries of the US Borrower until August 25, 2000, if the US Borrower certifies to the Agents that such Subsidiaries are in the process of being liquidated and the US Borrower anticipates that such liquidation will be completed on or before August 25, 2000: S & L Leasing Services, Inc., E & M Trailer Rentals, Inc. and Atlantic Equipment & Leasing Corp.
Delayed Deliveries. In the event CBMX fails to meet any of the deadlines set forth in this Section 3.1 and RDG does not exercise [*] under this Agreement, [*] that any such deadline is missed, the applicable payment otherwise due and payable from RDG shall be reduced by [*]. Confidential materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. License and Supply Agreement June 18th 2001 between RDG and Combimatrix
Delayed Deliveries. Supplier shall notify Myovant immediately if Supplier believes that it may not be able to deliver the Product(s) by the delivery date specified in the relevant Purchase Order. Upon such notice, the Parties shall discuss in good faith ways in which the delay can be avoided (or if it cannot be avoided, shortened) and Supplier shall consider and implement in good faith any reasonable suggestion by and discussion/agreement with Myovant to avoid or mitigate the delay. Notwithstanding the foregoing, unless otherwise agreed to in writing by both Parties, if Supplier delivers the Product(s) more than [***] after the delivery date specified in the relevant Purchase Order, and the failure to deliver is not as a result of a Force Majeure Event and attributable to Supplier, then Supplier shall discount the price for the affected shipment(s) of Product(s) by per each [***] period exceeding the aforementioned [***] after such delivery date, up to [***] of the price for such Product(s) over a period ending [***] after such originally specified delivery date. At Myovant’s option, any such discounted amounts under this Section 7.2.4 shall be payable to Myovant as a set-off against other payments that Myovant may ‘owe Supplier. If Supplier has not delivered such Product(s) after such [***] period has elapsed, then, in addition to any other remedies Myovant may have under this Agreement, Myovant shall be entitled to deduct the applicable RSM Option Payment (or applicable portion thereof) from any other payments that Myovant may owe Supplier. If Supplier fails to deliver Product(s) in the quantities and by the delivery dates specified in the relevant Purchase Order or based on the mutual agreement for any [***] in a Calendar Year, and the failure to deliver is not as a result of a Force Majeure Event, Myovant shall, notwithstanding anything in this Agreement to the contrary, have the right to terminate this Agreement due to a material breach by Supplier without notice or cure period. Myovant’s exercise of its rights and remedies set forth in this Section 7.2.4 shall not limit or waive any of its other rights or remedies set forth herein or which may otherwise be available in law or equity.
Delayed Deliveries. The Parties agree that Closing shall occur when Buyers deliver certificates for Purchase Price Securities as described in Section 4.3 representing at least 20,966,496 shares of Mojo common stock. SBSI covenants and agrees that it will deliver the balance of the certificates representing Purchase Price Securities (3,226,251 shares of Mojo common stock) as described in Section 4.3 within 30 days after the Closing. No Buyer shall receive the Shares being purchased by such Buyer until certificates representing such Buyer’s Purchase Price Securities have been delivered as described in Section 3.3. Each Buyer who delivers Purchase Price Securities after the Closing shall execute a signature page to this Agreement and become a party hereto.
Delayed Deliveries. If the Supplier has reason to assume that he will not be able to meet the delivery time as agreed in the Supply Agreement, he shall immediately notify Cargotec thereof in writing, stating the cause and estimated duration of the delay. The Supplier shall use its best endeavors to reduce the time of delay. Cargotec shall be entitled to demand the Supplier to arrange on Supplier’s cost an express transportation to limit as far as possible the effects of the late delivery. If the agreed delivery time for the Products or for the documents pertaining thereto is exceeded and if the Supplier cannot prove that the delay is directly attributable to any circumstances which according to Section 18 are to be considered Force Majeure, Cargotec shall be entitled to compensation, as liquidated damages amounting to 1 % of the total purchase price for the Products ordered under the purchase order per each calendar day by which the delivery date is exceeded, the liquidated damages shall be maximum 20% the total purchase price for the Products ordered under the relevant purchase order . The above mentioned liquidated damages shall not in any way limit or exclude Cargotec’ s right to full compensation of damages, or any other rights according to the Supply Agreement or applicable law. In addition to any other right Cargotec has according to the Supply Agreement Cargotec is entitled to, (i) completely or partly terminate the purchase of the Product and of other Products which Cargotec does not consider having any use of due to the late delivery, and
Delayed Deliveries. If Supplier fails to deliver Products within agreed delivery time (as stated in Appendix 2 or in Order, whichever is the shortest) a “Delay” is at hand. If Supplier’s consignment stock is below agreed minimum level and causes stop or disturbance in Buyer’s production, a “Shortage” is at hand. If Supplier is at risk of causing Delay or Shortage, Supplier shall immediately inform Xxxxx in writing, stating the reasons for the Delay/Shortage and expected time for delivery/replenishment. In case of Delay or Shortage, Supplier shall, unless otherwise agreed with Buyer, deliver the goods in the fastest way available. All transports in connection with Delay or Shortage shall be at Supplier’s risk and expense, DDP Buyer’s location or other location agreed between the parties. Buyer is entitled to compensation for any damage, loss, claim, cost or expense suffered or incurred due to Supplier’s Delay or Shortage. Such compensation shall primarily be paid as liquidated damages in an amount of 5% of the value of Product in Delay or Shortage for each commenced week, calculated for Delay from agreed date of delivery to date of actual delivery and for Shortage from it occurs until it is rectified – however minimum € 100 per Delay or Shortage. Notwithstanding anything to the contrary set out above, if the Delay or Shortage exceeds four (4) weeks, Buyer may, without any costs or further obligations for Buyer, terminate any orders by Buyer related to the same kind of Products as involved in the Delay or Shortage. If Buyer, in the situations outlined in Sections 5.3 or 5.4 above, can prove that the damage, cost, liability or expense suffered or incurred exceeds the amount of the liquidated damages, Supplier shall be obliged to reimburse Buyer with an additional amount to cover the difference up to the sum of all damages, losses, claims, costs or expenses suffered or incurred by Buyer or Buyers customer. Buyer shall have the right to set off liquidated damages or other claims for compensation against Supplier’s invoices.
